Professional Documents
Culture Documents
governance codes
Sarah A. Humphries and Catherine Whelan
Introduction
This study aims to further the body of literature concerning the influences of national culture
on corporate governance. Typically, corporate governance research investigates
corporate governance determinants of firm performance. However, few studies have
attempted to identify the contributions of national culture to corporate governance
structures that would in turn influence performance. Having a better understanding of the
influences of culture may assist multinational firms when establishing corporate boards for
their subsidiaries in other countries. This study assesses the relationship of four cultural
dimensions (power distance [PDI], individualism vs collectivism [IDV], masculinity vs
femininity [MAS] and uncertainty avoidance [UAI]) as identified by Hofstede (1980) to four
corporate governance variables (gender composition, board independence, board
leadership structure and meeting frequency).
PAGE 152 CORPORATE GOVERNANCE VOL. 17 NO. 1 2017, pp. 152-163, © Emerald Publishing Limited, ISSN 1472-0701 DOI 10.1108/CG-06-2016-0127
Jackson, 2010; Terjesen et al., 2015). This institutional environment includes such things as
the political system, capital market, labor market and legal system, all of which are
influenced by societal norms. As such, the composition and structure of corporate
governance boards should reflect the prevailing cultural influences found in that society.
This application of institutional theory (DiMaggio and Powell, 1983) was used by Li and
Harrison (2008a and 2008b) to develop and test their hypotheses that institutional norms for
board structure are influenced by national culture. Additionally, Hermes et al. (2007)
showed that in seven Eastern European countries, “the contents of codes of countries to a
greater or lesser extent are shaped by domestic forces related to country-specific
characteristics of corporate governance systems (pg. 71)”.
Hofstede (1980), based on his extensive collection of corporate cultural data from 44
countries, described four cultural dimensions that could serve as a basis of comparison
from culture to culture. These four dimensions are PDI, IDV, MAS and UAI. Power distance
refers the tolerance and acceptance of inequality in the distribution of power. In
individualistic cultures, individuals make decisions for themselves based on what is best for
them. In collective cultures, groups make decisions for individuals or individuals make
decisions that will benefit the group, not necessarily themselves. Masculine cultures value
assertiveness, competiveness and material success with distinct gender role differences.
Feminine cultures value co-operation, harmony and long-term relationships with both
genders valuing quality of life (Varner and Beamer, 2008). Uncertainty avoidance results in
behavior that is designed to minimize unforeseen consequences, whereas uncertainty
tolerance results in behavior that is less concerned with the unknown. Hofstede (1991) and
Hickson and Pugh (1995) have found relationships between these dimensions and
organizational behavior. More specifically, these researchers found that high PDI scores
were associated with strong authorities and hierarchies, and that uncertainty avoidant
cultures prefer clear organizational procedures and rules.
Effective monitoring of management through good corporate governance practices is
important to the stability of financial markets. “Good” corporate governance is not easily
defined. Many countries have established codes detailing best practices, but no definitive
set of guidelines has emerged. This may be in part because of the cultural influences within
each country. Accounting research examining corporate governance has traditionally
focused on the impact of corporate governance attributes on firm performance (Daily and
Dalton, 1993; Yermack, 1996; Bhagat and Black, 1999; Dalton et al., 1999; Ellstrand et al.,
1999; Klein, 2002; Gompers et al., 2003). Attributes examined include board
independence, gender diversity, board size, leadership structure, director competence,
existence of committees, committee independence and frequency of meetings.
Examination of the influence of culture on corporate governance has primarily taken place
at the company level. Li and Harrison (2008a), using a sample of 399 multinational
manufacturing firms based in 15 countries, investigated the influence of cultural
dimensions as described by Hofstede (1980) on corporate governance structure. Their
sample was taken from a larger work (Stafford and Purkis, 1989) based on data collected
during 1987. They found that the cultural dimensions of PDI, IDV, MAS and UAI predicted
the composition and leadership structure of corporate boards in different cultures. The two
dependent measures in the study were percentage of outside board directors (board
independence) and the presence of consolidated board leadership (chief executive officer
[CEO] as Board Chair).
Carrasco et al. (2015) looked specifically at the appointment of women to corporate boards
to investigate whether a cultural bias exists. They gathered data from 7,302 boards from 32
countries to test whether there were cultural implications using Hofstede’s four major
dimensions. Their results indicated two dimensions, PDI and MAS, effected the percentage
of women on boards (PWOB). PDI was negatively related to PWOB. In higher PDI cultures,
Hypothesis development
This study assesses the relationship of four national cultural dimensions – PDI, IDV, MAS
and UAI – to four corporate governance variables, board independence, gender
composition, CEO duality and meeting frequency.
Power distance
PDI is defined by Hofstede (1980) as “the extent to which the less powerful members of
institutions and organizations within a country expect and accept that power is distributed
unequally”. In a business context, this can be interpreted as an acceptance of a
hierarchical structure in which power is concentrated in the hands of a few.
Gender: In high PDI cultures, a recommendation regarding gender composition on the
board of directors would not be deemed necessary, as it is believed that everyone knows
their place and is in their place. Traditional gender roles would indicate women would not
be well represented on corporate boards. Thus, it is unlikely that gender would even be
mentioned in the corporate governance codes of high PDI cultures. Carrasco et al. (2015)
found that the proportion of women on corporate boards was lower in high PDI countries,
possibly because of the lack of regulatory requirements:
H1A. The higher the power distance score, the less likely there would be a requirement
relating to the gender composition of the board.
Board independence: In high PDI cultures, independence of the directors would be seen
as less important because of the acceptance and expectation of a concentration of power.
However, Li and Harrison (2008a) found that in high PDI countries, there were more
outside board members. This result is likely because of the need to minimize subordinate
contributions in a formal corporate structure. Requiring board independence would not
be important in high PDI cultures, as expert opinions would be sought over subordinate
opinions:
H1B. The higher the power distance score, the less likely there would be a requirement
to have a majority of independent directors on the board.
Individualism vs collectivism
The fundamental issue addressed by the individualism dimension is “the degree of
interdependence a society maintains among its members” (Hofstede, 1980). In a highly
individualistic culture, the focus is on decisions that benefit the individual rather than the
group. In a business context, the group in question can be viewed as the stakeholders of
the company. Freeman (1984) defined stakeholders as those who can affect or are affected
by the achievement of the organization’s objectives. Therefore, consideration should be
given to the signal that is sent to the various stakeholders to assure them that their concerns
are being addressed through the corporate governance mechanisms.
Gender: In high individualism cultures, a board would appear to be more legitimate if it
represented the interests of a broader range of individuals or stakeholders. Consequently,
gender diversity would be seen as an important consideration in board composition:
H2A. The higher the individualism vs collectivism score, the more likely there would be
a requirement relating to the gender composition of the board.
Board independence: In high individualism cultures, the legitimacy of the board would be
enhanced through greater diversity because more individual perspectives would be taken
into account. This could be achieved through a larger proportion of outside directors as
was found in Li and Harrison’s (2008b) research:
H2B. The higher the individualism vs collectivism score, the more likely there would be
a requirement to have a majority of independent directors on the board.
CEO duality: In high individualism cultures, the desire for a strong signal to stakeholders
would suggest a need for one individual to provide clear leadership. This may result in an
acceptance of the consolidation of the CEO and Board Chair roles. Support for this
hypothesis was found in Li and Harrison’s (2008a, 2008b) research:
H2C. The higher the individualism vs collectivism score, the less likely there would be
a requirement to separate the roles of CEO and Board Chair.
Board meetings: In high individualism cultures, the legitimacy of board work could be
signaled to stakeholders through frequency of meetings. Stakeholders would find it
reassuring to know that the board of directors is meeting frequently and at regular intervals
to provide adequate oversight of the activities of the company:
H2D. The higher the individualism vs collectivism score, the more likely the corporate
governance code would recommend board meeting frequency.
Uncertainty avoidance
UAI is defined by Hofstede (1980) as “the extent to which the members of a culture feel
threatened by ambiguous or unknown situations and have created beliefs and institutions
that try to avoid these situations”. In a business context, this can be interpreted as a desire
to manage uncertainty through rules and policies that minimize ambiguity and enhance
predictability.
Gender: In high UAI cultures, there would be less acceptance of diversity of board
members because of a desire to increase predictability through similarity of thought.
Gender diversity may be viewed as potentially increasing ambiguity, and as a result would
not be encouraged or expected:
H4A. The higher the uncertainty avoidance score, the less likely there would be a
requirement relating to the gender composition of the board.
Board independence: In high UAI cultures, there would be a desire for greater reliance on
experts and specialists, such as executives with intimate knowledge of that company.
Expertise specific to the organization would assist in managing uncertainty. However,
Li and Harrison (2008b) found support for the argument that independent board members
Methodology
Sample
The sample consists of the 55 countries that have corporate governance codes available
in English from the European Corporate Governance Institute website (www.ecgi.org).
Table I provides a breakdown of the regions covered by the countries examined in this
study.
Variables
Corporate governance. Data for the four corporate governance variables was hand
collected from the corporate governance codes found on the European Corporate
Governance Institute website (www.ecgi.org). For each corporate governance variable,
two groups were created for comparison purposes.
The “Gender” variable represents the gender composition of the board of directors. The
first group included all countries with codes that stipulate a requirement or
recommendation for gender balance, gender diversity, a set number of female members or
a set percentage of female members. The second group contained countries with codes
that make no mention of gender composition for the board.
The “Board Independence” variable represents the composition of the board of directors in
terms of independence of the members. The first group included all countries with codes
that stipulate a requirement or recommendation for the majority of board members to be
independent. The second group contained countries with codes that state that a board
should have a sufficient number of independent directors rather than requiring a majority.
Africa 4
Asia 13
Europe (non EU) 7
European Union 21
Middle East 4
North America 2
Oceania 2
South/Central America 2
Total 55
Method
Countries were placed into one of two groups for each of the corporate governance
variables as described above. The mean score on each cultural dimension was then
calculated for each corporate governance group. A one-tailed t-test was conducted to
examine if there was a significant difference between the mean scores for each group.
Tests of hypotheses
The overall results indicate that national culture influences the recommendations made for
corporate governance best practices. The significance of the results varies by cultural
dimension and corporate governance measure. Table III provides a summary of the results
from the t-tests conducted to compare the cultural dimension scores with respect to the
corporate governance code recommendations. The table presents the mean score on each
cultural dimension for the two groups created for each corporate governance variable. The
p-value for each t-test is included to indicate whether or not there is a significant difference
between the mean scores for each group.
Gender
Gender
recommendations 53.696 52.696 40.696 58.435 23
Gender not mentioned 63.906 42.250 50.438 67.781 32
p-value 0.039** 0.053* 0.033** 0.067*
Board independence
Majority independent 48.583 55.333 40.292 57.792 24
Sufficient independent 68.194 39.871 51.065 68.581 31
p-value 0.000*** 0.009*** 0.022** 0.031**
CEO duality
Separation of CEO/Chair 55.903 48.000 45.032 61.000 31
Separation not required 64.458 44.833 48.083 67.583 24
p-value 0.064* 0.312 0.286 0.148
Board meetings
Recommended
frequency 64.256 45.333 49.718 66.385 39
Frequency not
mentioned 48.375 49.750 38.188 57.750 16
p-value 0.006*** 0.266 0.026** 0.085*
Notes: *; **; ***Significant at 10, 5, 1%, one-tailed respectively
Power distance
The PDI hypotheses hold for all four dimensions of corporate governance. In countries with
high PDI scores, it is less likely that the corporate governance code will make a
recommendation relating to gender composition of the board. Countries with codes that
made no mention of gender have a mean PDI of 53.7 compared to 63.9 for countries with
codes that made reference to gender. The countries requiring a majority of independent
directors have a mean PDI of 48.6, whereas the mean PDI was 68.2 for countries simply
requiring sufficient independence. Thus, a higher PDI score suggests there is a lower
likelihood of there being a requirement to have a majority of independent board members.
Similarly, separation of the roles of CEO and Board Chair is less likely in high PDI cultures
with the mean PDI score of 64.5 for countries that accept CEO duality versus a mean score
of 55.9 for countries requiring separation. In these high PDI cultures, there is a general
acceptance of inequality of power and a hierarchical structure in which power is
concentrated in the hands of a few.
The mean PDI score for countries where meeting frequency was not mentioned is only 48.4
compared to 64.3 for countries with codes that specify meeting frequency. The fact that the
code is more likely to recommend a board meeting frequency or require a minimum
number of meetings per year reflects an expectation of structure within the hierarchy for
high PDI cultures.
Individualism– collectivism
The t-tests provide support for two of the IDV hypotheses. In countries with high IDV scores,
it is more likely that the corporate governance codes will make a recommendation relating
to board composition. This relates to both gender diversity and director independence. The
mean IDV score for countries with gender recommendations in their codes is 52.7 versus
42.3 in countries that make no mention of gender in their codes. Similarly, the mean IDV
score for countries requiring a majority of independent directors is 55.3 compared to only
39.9 for countries specifying a sufficient number should be independent. The legitimacy of
Masculinity–femininity
Three of the hypotheses for the masculinity–femininity dimension are supported by the
t-tests. As expected, countries with high MAS scores are less likely to have corporate
governance codes that require gender diversity and board independence. Such countries
place significant value on competitiveness, success and managerial decisiveness.
Additionally, gender roles are distinctly set by societal norms. Consequently, high MAS
countries probably would not even consider gender equality as an issue. Countries with
codes that made no mention of gender have a mean MAS score of 40.7 compared to 50.4
for countries with codes that specify some gender recommendations. High MAS cultures
might also see having a majority of independent directors as potentially diluting managerial
decisiveness and undermining competitiveness. This is reflected in the mean MAS score of
51.1 for the countries that simply require a sufficient number of independent directors
versus a mean of 40.3 in countries that require a majority of directors be independent.
High MAS cultures would view established meeting frequency as potentially enhancing
both managerial decisiveness and competitiveness. The mean MAS score for countries
where meeting frequency was not mentioned is only 38.2 compared to 49.7 for countries
with codes that specify meeting frequency. Thus, the higher the MAS score the more likely
the code would recommend board meeting frequency.
Contrary to expectations, there was no significant relationship between MAS and CEO
duality. It was hypothesized that the desire for managerial decisiveness would suggest that
the combination of the CEO and Board Chair roles would be acceptable. While the mean
MAS score was higher for the group of countries that did not require separation of roles, the
difference was not significant.
Uncertainty avoidance
UAI has a significant influence on three of the corporate governance dimensions. The
higher the UAI score for a country, the less likely the corporate governance code would
have requirements for board composition with respect to gender diversity or director
independence. Gender diversity may be seen as possibly adding uncertainty to the board
because of a move away from stereotypical gender roles. The countries that did not
mention gender in their codes had a mean UAI score of 67.8 compared to 58.4 for the
group that had gender recommendations.
The results for UAI and board independence are in direct contrast to the findings of Li and
Harrison (2008b). The group of countries that recommend a sufficient number of
independent board members had a mean UAI score of 68.6. However, the group that
required a majority of independent directors had a mean UAI score of only 57.8. This
suggests that allowing companies to determine their specific needs in terms of director
independence would be the preferred way to reduce ambiguity and uncertainty.
Countries with higher levels of UAI had codes that recommended board meeting frequency.
This group had a mean UAI score of 66.4 versus 57.8 for countries that have codes with no
Conclusions
National culture, as defined by Hofstede’s cultural dimensions, influences the corporate
governance best practices recommended in country-specific codes. The four dimensions
of PDI, IDV, MAS and UAI were all found to relate to one or more of the elements of
corporate governance structure.
The recommended gender composition of the board is influenced by the cultural dimensions
of PDI, masculinity and UAI. The higher the scores on these dimensions the less likely the
corporate governance codes are to mention gender in relation to board composition.
Conversely, higher scores on the individualism dimension indicate an increased likelihood that
the code would make recommendations about gender diversity for board composition.
Recommendations for board independence were impacted by all four cultural dimensions.
Cultures with higher individualism scores were more likely to recommend that a majority of
board members should be independent. However, a recommendation of sufficient
independence was more likely in high PDI, masculine or UAI countries.
Surprisingly, national culture had little effect on the recommendations regarding CEO
duality. The tolerance of CEO duality was most likely in higher PDI countries. The other
three country culture dimensions were not significantly related to separation of CEO/chair
recommendations.
Finally, board meeting frequency was more likely to be mentioned in high PDI, masculine
and UAI cultures. Individualistic countries were less likely to mention frequency of
meetings, possibly allowing for companies to make individual decisions concerning the
number of board meetings.
One limitation of this study is that data were restricted to countries with codes available in
English. Further examination of these relationships in other countries would be needed to
enhance the significance of the results. Additionally, the cultural dimensions used in the
present study were those first identified by Hofstede (1980) excluding the two most recent
additions – long-term vs short-term orientation and indulgence vs restraint (Hofstede,
2001). Many of the countries where there were English translations did not have all six
scores available at this time. The decision was made to exclude these newest dimensions
to be more consistent with previous research and to provide consistency in this data set.
However, the long-term dimension has been directly linked with economic growth
(Hofstede, 2010) and would be interesting to assess when more values are available.
The implications for multinational companies as they expand into new cultures and
countries is clear. Just as “economic systems are not culture free”, neither are corporate
governance best practices. Hofstede argues strongly that “we cannot change the way
people in a country think, feel, and act by simply importing foreign institutions” (Hofstede,
2010, p. 24). Corporate Governance Codes allow a country to specify recommendations for
planning and control functions within organizations. Hofstede (2010) has stated that
national culture, especially PDI and UAI, will likely affect planning and control processes in
a country. This research supports this contention. And given that there is no evidence that
values of present-day generations from different countries are converging (Hofstede,
2010), persons involved with international business would be best served recognizing the
over-arching effects of national culture on organizational behavior and the corporate
governance codes that impact these organizations.
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Corresponding author
Catherine Whelan can be contacted at: catherine.whelan@gcsu.edu
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